XML 36 R25.htm IDEA: XBRL DOCUMENT v3.5.0.2
EQUITY
6 Months Ended
Jun. 30, 2016
Equity [Abstract]  
Stockholders' Equity Note Disclosure [Text Block]
                              EQUITY
 
Changes in common shares and treasury stock were as follows: 
(Dollars and shares in millions)
 
Common Shares
Issued
 
Treasury Stock
 
Cost of Treasury
Stock
Balance as of January 1, 2016
 
191.4

 
4.9

 
$
362.6

Stock-based compensation
 
0.3

 

 

Accelerated Share Repurchase
 
(2.1
)
 

 

Balance as of June 30, 2016
 
189.6

 
4.9

 
$
362.6

 
 
 
 
 
 
 
Balance as of January 1, 2015
 
207.2

 
4.9

 
$
362.6

Stock-based compensation
 
0.5

 

 

Balance as of June 30, 2015
 
207.7

 
4.9

 
$
362.6


 
The Company may use either authorized and unissued shares or treasury shares to meet share requirements resulting from the exercise of stock options and vesting of performance share awards and restricted stock units. Treasury stock is recognized at the cost to reacquire the shares. Shares issued from treasury are recognized using the first-in first-out method.

Share Repurchase Authorizations and Accelerated Share Repurchase Agreement

In September 2013, the Company’s board of directors approved a share repurchase authorization of up to $500.0 million of the Company’s common stock (the “2013 Authorization”). The 2013 Authorization does not have an expiration date. During the second quarter of 2016, the Company did not repurchase any shares pursuant to the 2013 Authorization.

In October 2015, the Company’s board of directors approved a new share repurchase authorization of an additional $1,500.0 million of the Company’s common stock (the “2015 Authorization”). The 2015 Authorization does not have an expiration date. Other than the shares delivered upon final settlement of the ASR Agreement described below, during the second quarter of 2016, the Company did not repurchase any shares pursuant to the 2015 Authorization.

On October 22, 2015, the Company entered into an accelerated share repurchase agreement (the “ASR Agreement”) with Goldman, Sachs & Co. (“Goldman”) to repurchase $1,000.0 million (the “Repurchase Price”) of our common stock. Under the terms of the ASR Agreement, the Company paid the Repurchase Price in advance in exchange for 10,725,552 shares of our common stock received by the Company on October 27, 2015 (which shares are equivalent to approximately 85% of the number of shares of our common stock that could have been purchased with an amount of cash equal to the Repurchase Price based on the closing price of our common stock on October 22, 2015). Upon final settlement of the ASR Agreement in June 2016, an additional 2,086,050 shares were delivered to the Company for no additional consideration based generally on the daily volume-weighted average prices of our common stock over the term of the ASR Agreement. The total shares received and retired under the terms of the ASR Agreement was 12,811,602 shares with an average price paid per share of approximately $78.05. The par value of the retired shares were reflected as a reduction to common stock and the payment made to Goldman was recorded as a reduction to retained earnings within shareholders’ equity.

The ASR Agreement was primarily funded by the issuance of the 2020 Notes and 2025 Notes. See Note 14 for discussion on the Company’s debt.

Redeemable Noncontrolling Interest

The Company had a redeemable noncontrolling interest related to its subsidiary in Argentina from March 2012 through June 2015. On June 30, 2015, the noncontrolling partner exercised its single trigger put option and MJN acquired an additional 10% of the outstanding capital stock of the local entity, thereby increasing MJN’s ownership interest to 90%. The agreed upon purchase price paid to the noncontrolling interest owner was $24.4 million as of June 30, 2015 (based upon the agreed local currency price) and consisted of $5.1 million in cash and $19.3 million recorded in accrued expenses and other liabilities (paid July 17, 2015).

At that time, the remaining noncontrolling interest was recharacterized from redeemable noncontrolling interest outside of equity to noncontrolling interests within equity on the balance sheet.

Accumulated Other Comprehensive Loss

Changes in accumulated other comprehensive loss by component were as follows:
(Dollars in millions)
 
Foreign Currency Translation Adjustments
 
Deferred Gains/(Losses) on Derivatives Qualifying as Hedges
 
Pension and Other Post-employment Benefits
 
Total
 
Noncontrolling Interest
 
Redeemable Noncontrolling Interest
Balance as of January 1, 2016
 
$
(329.8
)
 
$
(17.2
)
 
$
(0.8
)
 
$
(347.8
)
 
$
(12.7
)
 
$

  Deferred Gains/(Losses)
 
(16.5
)
 
(6.1
)
 

 
(22.6
)
 
(0.9
)
(1
)

Reclassification Adjustment for (Gains)/Losses Included in Net Earnings
 

 
(6.6
)
 

 
(6.6
)
 

 

  Tax Benefit/(Expense)
 
0.8

 
2.1

 

 
2.9

 

 

Balance as of June 30, 2016
 
$
(345.5
)
 
$
(27.8
)
 
$
(0.8
)
 
$
(374.1
)
 
$
(13.6
)
 
$

 
 
 
 
 
 
 
 
 
 
 
 
 
Balance as of January 1, 2015
 
$
(180.4
)
 
$
(17.8
)
 
$
(0.7
)
 
$
(198.9
)
 
$
1.9

 
$
(21.6
)
  Deferred Gains/(Losses)
 
(48.4
)
 
9.3

(2)

 
(39.1
)
 
0.1

(1
)
(1.3
)
Reclassification Adjustment for (Gains)/Losses Included in Net Earnings
 

 
(7.8
)
 

 
(7.8
)
 

 

  Tax Benefit/(Expense)
 
0.1

 
1.1

 

 
1.2

 

 

Acquisition of Noncontrolling Interest
 
(11.5
)
 

 

 
(11.5
)
 
(11.4
)
 
22.9

Balance as of June 30, 2015
 
$
(240.2
)
 
$
(15.2
)
 
$
(0.7
)
 
$
(256.1
)
 
$
(9.4
)
 
$


(1)Represents foreign currency translation adjustments.
(2) See Note 15 for additional information related to interest rate forward swaps.

Reclassification adjustments out of accumulated other comprehensive loss were as follows:
 
Three Months Ended June 30,
 
Affected Statement of Earnings Lines
 
 
 
 
(Dollars in millions)
Cost of Products Sold
 
Tax Benefit/(Expense)
 
Net
 
2016
 
2015
 
2016
 
2015
 
2016
 
2015
Deferred Gains/(Losses) on Derivatives Qualifying as Hedges:
 
 
 
 
 
 
 
 
 
 
 
  Forward Exchange Contracts
$
1.6

 
$
6.8

 
$

 
$
(3.4
)
 
$
1.6

 
$
3.4

  Commodity Contracts
(0.2
)
 
(0.6
)
 

 
0.2

 
(0.2
)
 
(0.4
)
  Interest Rate Forward Swap
(0.3
)
 
(0.3
)
 
0.2

 
0.2

 
(0.1
)
 
(0.1
)
Total Reclassifications
$
1.1

 
$
5.9

 
$
0.2

 
$
(3.0
)
 
$
1.3

 
$
2.9



 
Six Months Ended June 30,
 
Affected Statement of Earnings Lines
 
 
 
 
(Dollars in millions)
Cost of Products Sold
 
Tax Benefit/(Expense)
 
Net
 
2016
 
2015
 
2016
 
2015
 
2016
 
2015
Deferred Gains/(Losses) on Derivatives Qualifying as Hedges:
 
 
 
 
 
 
 
 
 
 
 
  Forward Exchange Contracts
$
7.9

 
$
9.2

 
$
(0.6
)
 
$
(4.0
)
 
$
7.3

 
$
5.2

  Commodity Contracts
(0.6
)
 
(0.7
)
 
0.2

 
0.3

 
(0.4
)
 
(0.4
)
  Interest Rate Forward Swap
(0.7
)
 
(0.7
)
 
0.3

 
0.3

 
(0.4
)
 
(0.4
)
Total Reclassifications
$
6.6

 
$
7.8

 
$
(0.1
)
 
$
(3.4
)
 
$
6.5

 
$
4.4